Comparative Research of the Take-Over Bid System in Taiwan, Hong Kong, and China

• Main Authors: Ching，Li-Shing, 陳立行
• Other Authors: 林德瑞教授
• Format: Others
• Language: zh-TW
• Published: 2011
• Online Access: http://ndltd.ncl.edu.tw/handle/39983781335924899886

碩士 === 國立中正大學 === 法律學研究所 === 99 === The commercial relations between Taiwan, Hong Kong and China are getting closer. To improve the environment for foreign investment and to cater for the demand of Taiwan enterprises’ investment abroad, in particular in Hong Kong and China, it is necessary to investigate the systems of stock purchase in this region. Taiwan, Hong Kong and China, so called Greater China region, have many similarities in cultural and linguistic aspects, but the financial systems are very different. The system of stock purchase in Hong Kong, based upon British legal tradition, is governed by self-disciplinary rules, so it favors mandatory bid. Generally speaking, it is considered that this kind of system tends to be more flexible in terms of implementation and emendation. However, this research argues that the system actually a semi-self-disciplinary. That is because the present governing body, the Securities and Futures Commission (SFC) in Hong Kong, was established only for about two decades. Before 1989, the financial market has been within the civil service in the Hong Kong government, so it may say that SFC carries with strong official backing. On the other hand, certain committees in the SFC are consisted of private financial companies. Hence, this research does not agree that the SFC is entirely self-disciplinary in nature. In China, the system of take-over bid is dependent upon its stock market, usually favors state-owned listed companies. Hence, financial consultants are stressed, and mandatory bids do not work well. In Taiwan, the regulations of take-over bid are involved with criminal liability, but the rules of mandatory bid are not satisfactory. The capital markets in this region and other places in the world are getting international. It is concluded that the system of mandatory bid in Hong Kong may provide a good model for Taiwan, for which has active surveillance and offers sufficient information. It is also suggested that the idea of stock suspension should be covered, in order to enhance the self-disciplinary feature in the system in Taiwan.